Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter social security numbers on this form as it may be made public.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2014
Open to Public Inspection
For calendar year 2014, or tax year beginning 2014, and ending , 20
Name of foundation
DILLON FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 537   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
STERLING, IL61081
A Employer identification number

36-6059349
B Telephone number (see instructions)

(815) 626-9000
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$61,349,250J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach
schedule)..............  
2 Check bullet
Sch. B ...............
3 Interest on savings and temporary cash investments 5,262 5,262  
4 Dividends and interest from securities...... 2,238,381 2,238,381  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 3,144,571
b Gross sales price for all assets on line 6a 21,453,027
7 Capital gain net income (from Part IV, line 2)... 3,144,571
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule).......      
12 Total. Add lines 1 through 11........ 5,388,214 5,388,214  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 944 944   0
14 Other employee salaries and wages...... 21,845 0   21,845
15 Pension plans, employee benefits....... 2,502 0   2,502
16a Legal fees (attach schedule)......... Click to see attachment 293 0   293
b Accounting fees (attach schedule)....... Click to see attachment 48,540 24,270   24,270
c Other professional fees (attach schedule).... Click to see attachment 747,088 747,088   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions)... Click to see attachment 75,003 32,003   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy.............. 7,343 0   7,343
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 25,747 879   24,868
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 929,305 805,184   81,121
25 Contributions, gifts, grants paid........ 3,162,190 3,162,190
26 Total expenses and disbursements. Add lines 24 and 25 4,091,495 805,184   3,243,311
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 1,296,719
b Net investment income (if negative, enter -0-) 4,583,030
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2014)
Form 990-PF (2014)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 746,740 1,264,082 1,264,082
2 Savings and temporary cash investments..........      
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule) 1,862,959 Click to see attachment1,732,227 1,732,227
b Investments—corporate stock (attach schedule)........ 13,390,983 Click to see attachment11,747,196 11,747,196
c Investments—corporate bonds (attach schedule)........ 11,839,681 Click to see attachment11,052,221 11,052,221
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 35,260,135 Click to see attachment34,963,459 34,869,263
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment684,261 Click to see attachment684,261 Click to see attachment684,261
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 63,784,759 61,443,446 61,349,250
Liabilities 17 Accounts payable and accrued expenses..........    
18 Grants payable..................    
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet)    
23 Total liabilities (add lines 17 through 22).......... 0 0
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted................... 63,784,759 61,443,446
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see instructions)...... 63,784,759 61,443,446
31 Total liabilities and net assets/fund balances (see instructions).. 63,784,759 61,443,446
Part III Analysis of Changes in Net Assets or Fund Balances
1 Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
with end-of-year figure reported on prior year’s return)............... 1 63,784,759
2 Enter amount from Part I, line 27a..................... 2 1,296,719
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 65,081,478
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 3,638,032
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 61,443,446
Form 990-PF (2014)
Form 990-PF (2014)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a SCHAFER CULLEN P    
b RIVER ROAD P    
c WENTWORTH P    
d SPX LASERS 3 P    
e SAGE ADVISORY P    
CINCINNATI P    
FRONTPOINT P    
MILLENNIUM P    
BAY RESOURCE P    
DISCOVERY GLOBAL P    
OPPORTUNISTIC PORTFOLIO P    
DOUBLELINE P    
DELAWARE CAPITAL P    
ADVENT P    
WTI OIL LASERS P    
BLACKSTONE P    
TAX LIEN CERTIFICATES P    
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 1,659,058   1,112,587 546,471
b 2,557,967   2,414,141 143,826
c 570,060   305,028 265,032
d 4,911,994   4,000,000 911,994
e 1,285,025   1,281,750 3,275
832,973   909,583 -76,610
3,818     3,818
691,699   30 691,669
761,229     761,229
359,941     359,941
3,589,958   3,421,876 168,082
    36,725 -36,725
1,053,192   844,640 208,552
2,339,869   2,345,063 -5,194
836,244   1,500,000 -663,756
    85,804 -85,804
    51,229 -51,229
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a       546,471
b       143,826
c       265,032
d       911,994
e       3,275
      -76,610
      3,818
      691,669
      761,229
      359,941
      168,082
      -36,725
      208,552
      -5,194
      -663,756
      -85,804
      -51,229
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 3,144,571
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 . . . . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2013 3,301,315 63,744,763 0.051790
2012 3,128,899 61,116,863 0.051195
2011 2,986,687 57,592,740 0.051859
2010 2,998,116 58,789,367 0.050998
2009 2,880,423 56,674,247 0.050824
2 Total of line 1, column (d) ...................... 2 0.256666
3 Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by
the number of years the foundation has been in existence if less than 5 years. . . 		3 0.051333
4 Enter the net value of noncharitable-use assets for 2014 from Part X, line 5..... 4 61,390,802
5 Multiply line 4 by line 3....................... 5 3,151,374
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 45,830
7 Add lines 5 and 6......................... 7 3,197,204
8 Enter qualifying distributions from Part XII, line 4.............. 8 3,243,311
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions.
Form 990-PF (2014)
Form 990-PF (2014)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 45,830
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2........................... 3 45,830
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 45,830
6 Credits/Payments:
a 2014 estimated tax payments and 2013 overpayment credited to 2014 6a 59,221
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868)... 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 59,221
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 13,391
11 Enter the amount of line 10 to be: Credited to 2015 estimated taxBullet13,391 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see Instructions
for definition)?.................................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),
    and Part XV..................................
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletIL
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 5
    Part VII-A
    Statements Regarding Activities (continued)
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names
    and addresses. ...............................
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............
    11
    Yes
     
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletN/A
    14
    The books are in care ofbulletPETER DILLON Telephone no.bullet (815) 626-9000
    Located atbulletPO BOX 537STERLINGIL ZIP+4bullet61081
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2014, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 6
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see instructions)? ........
    1b
     
    No
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2014?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2014, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2014?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?........................
    b
    If "Yes," did it have excess business holdings in 2014 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2014.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 4945(d)(4)(A)? (see instructions)..................
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
     
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?.......................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 7
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    PETER W DILLON PRESIDENT
    12.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    PATRICK W DILLON VICE PRESIDENT
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    MOLLY D MCGEE TREASURER
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    MARGO DILLON ASSISTANT TREASURER
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    GALE D INGLEE ASSISTANT SECRETARY
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    JAMES M BOESEN SECRETARY
    1.00     		944 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    JOHN VAN OSDOL DIRECTOR
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    CHRISTINE MONTGOMERY DIRECTOR
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    KEN INGLEE DIRECTOR
    1.00     		0 0 0
    2804 W LEFEVRE
    STERLING,IL61081
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 8
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
    62,151,710
    b
    Average of monthly cash balances.......................
    1b
    173,977
    c
    Fair market value of all other assets (see instructions)................
    1c
    0
    d
    Total (add lines 1a, b, and c).........................
    1d
    62,325,687
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
    0
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
    0
    3
    Subtract line 2 from line 1d.........................
    3
    62,325,687
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
    934,885
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
    61,390,802
    6
    Minimum investment return. Enter 5% of line 5..................
    6
    3,069,540
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    3,069,540
    2a
    Tax on investment income for 2014 from Part VI, line 5......
    2a
    45,830
    b
    Income tax for 2014. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    45,830
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    3,023,710
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    3,023,710
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...
    7
    3,023,710
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
    3,243,311
    b
    Program-related investments—total from Part IX-B..................
    1b
    0
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
    3,243,311
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
    45,830
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
    3,197,481
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 9
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2013     		(c)
    2013     		(d)
    2014
    1 Distributable amount for 2014 from Part XI, line 7 3,023,710
    2 Undistributed income, if any, as of the end of 2014:
    a Enter amount for 2013 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2014:
    a From 2009....... 115,703
    b From 2010....... 94,272
    c From 2011....... 143,650
    d From 2012....... 173,176
    e From 2013....... 185,915
    fTotal of lines 3a through e......... 712,716
    4Qualifying distributions for 2014 from Part
    XII, line 4: bullet$ 3,243,311
    a Applied to 2013, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions).....     		0
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2014 distributable amount..... 3,023,710
    e Remaining amount distributed out of corpus 219,601
    5 Excess distributions carryover applied to 2014. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 932,317
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2013. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2014. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2015 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (Election may
    be required - see instructions) .......     		0
    8Excess distributions carryover from 2009 not
    applied on line 5 or line 7 (see instructions) ...     		115,703
    9Excess distributions carryover to 2015.
    Subtract lines 7 and 8 from line 6a ......     		816,614
    10 Analysis of line 9:
    a Excess from 2010.... 94,272
    b Excess from 2011.... 143,650
    c Excess from 2012.... 173,176
    d Excess from 2013.... 185,915
    e Excess from 2014.... 219,601
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 10
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2014, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2014 (b) 2013 (c) 2012 (d) 2011
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    PETER W DILLON
    PO BOX 537
    STERLING,IL61081
    (815) 626-9000
    bThe form in which applications should be submitted and information and materials they should include:
    SUBMIT A LETTER STATING PURPOSE OF GRANT AND INCLUDE COPY OF EXEMPTION LETTER
    cAny submission deadlines:
    NONE
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NONE
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 11
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    202020
    PO BOX 96669
    WASHINGTON,DC200906669     		NONE PC IN SUPPORT OF HUMAN SEVICE ACTIVITIES 750
    ABRAHAM LINCOLN PRESIDENTIAL LIBRARY FOUNDATION
    500 EAST MADISON SUITE 200
    SPINGFIELD,DC62701     		NONE PC IN SUPPORT OF HUMAN SERVICE 3,500
    ACCESS SERVICES OF NORTHERN ILLINOIS
    7399 FOREST HILLS RD
    LOVES PARK,IL611113974     		NONE PC SUPPORT COMMUNITY INVOLVEMENT AND DEVELOPMENT 2,200
    ALZHEIMER'S DISEASE AND RELATED DISORDERS
    225 N MICHIGAN AVE 17TH FLOOR
    CHICAGO,IL606017652     		NONE PC IN SUPPORT OF MEDICAL RESEARCH 2,400
    AMERICA'S FUTURE INC
    7800 BONHOMME
    ST LOUIS,IL63105     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 2,000
    AMERICAN CANCER SOCIETY - NORTHERN REGION
    100 TRI-STATE INTERNATIONAL SUITE
    125
    LINCOLNSHIRE,MO60069     		NONE PC TO SUPPORT MISSIONS RELATED TO DISEASE, DISORDER 7,500
    AMERICAN RED CROSS - LINCOLN LAND CHAPTER
    112 W SECOND ST
    ROCK FALLS,IL61071     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 4,500
    ANIMAL FRIENDS RESCUE PROJECT
    PO BOX 51083
    PACIFIC GROVE,IL93950     		NONE PC TO SUPPORT THE ORGANIZATIONS ANIMAL RELATED ACTIVITIES 1,000
    AUGUSTANA COLLEGE - WVIK
    639 38TH STREET
    ROCK ISLAND,MD61201     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 1,600
    BATAVIA UNIT SCHOOL DISTRICT #101
    1200 W WILSON ST
    BATAVIA,IL60510     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 4,500
    BEREA COLLEGE
    BEREA COLLEGE
    BEREA,CO40404     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,500
    BI-COUNTY COOPERATIVE FOUNDATION
    506 W FOURTH ST B
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,250
    BIG BROTHER- BIG SISTER OF THE MISSISSIPPI VALLEY
    300 FIRST VALLEY
    ROCK FALLS,KY61071     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 5,000
    BLACKHAWK HILLS REGIONAL COUNCIL J
    102 EAST ROUTE 30 SUITE 3
    ROCK FALLS,IL61071     		NONE PC TO SUPPORT THE WACC CEO PROGRAM INVESTMENT 1,000
    BOY SCOUTS OF AMERICA BLACKHAWK AREA COUNCIL
    1800 7TH AVENUE PO BOX 4085
    ROCKFORD,IL61110     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 7,500
    BOY SCOUTS OF AMERICA DENVER COUNCIL
    2901 W 19TH AVENUE
    DENVER,IL80204     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 4,500
    CAPITAL RESEARCH CENTER
    1513 16TH ST NW
    WASHINGTON,NC20036     		NONE PC PUBLIC AFFAIRS, SOCIETY BENEFIT 2,250
    CENTRUM EAST ARENA VENTURE LLC
    225 W HUBBARD ST
    CHICAGO,TX60654     		NONE PC IN SUPPORT OF RECREATION, LEISURE, SPORT AND ATHLETIC 1,750
    CGH HEALTH FOUNDATION
    100 E LEFEVRE
    STERLING,IL61081     		NONE SO I TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 21,000
    COMMUNITY UNIT SCHOOL DISTRICT #5 - CHALLAND MIDDLE SCHOOL
    1700 6TH AVENUE
    STERLING,IL61081     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 1,328
    CHILDREN'S DIABETES FOUNDATION AT DENVER
    777 GRANT ST SUITE 302
    DENVER,CO80203     		NONE PC TO SUPPORT MISSIONS RELATED TO DISEASE, DISORDER 1,000
    CHINESE CHILDREN CHARITIES
    6920 SOUTH HOLLY CIRCLE
    CENENNIAL,CO80112     		NONE PC IN SUPPOT OF HUMAN SERVICE ACTIVITIES 1,000
    CHRIST LUTHERAN CHURCH
    2000 18TH AVENUE
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 2,700
    CITY OF GOD
    PO BOX 745
    STERLING,IL61081     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 2,800
    CITY OF STERLING
    212 THIRD AVENUE
    STERLING,IL61081     		NONE GOV TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 60,020
    CLINTON SYMPHONY ORCHESTRA ASSOCIATION
    PO BOX 116
    CLINTON,IA52733     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 2,800
    CLUB BLUE ROCKFORD
    2902 MCFARLAND RD STE 400
    ROCKFORD,IL611076801     		NONE PC IN SUPPORT OF PHILANTHROPY AND VOLUNTARISM 500
    COLOMA TOWNSHIP PARK DISTRICT
    508 EAST 11TH STREET
    ROCK FALLS,IL61071     		NONE GOV TO SUPPORT RECREATION, LEISURE, SPORTS, ATHLETICS 40,000
    COMMUNITY CHRISTMAS FOR CHILDREN
    409 WEST 21ST ST
    STERLING,IL61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 8,250
    COMMUNITY UNIT SCHOOL DISTRICT #5
    410 E LEFEVRE RD
    STERLING,IL61081     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 545,297
    COUNCIL FOR ECONOMIC EDUCATION
    122 EAST 42ND ST SUITE 2600
    NEW YORK,IL10168     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 2,500
    CONSERVATION SCULPTURE AND OBJECT STUDIO
    900 S DES PLAINES AVE
    FOREST PARK,IL60130     		NONE PC IN SUPPORT OF ARTS, CULTURE AND HUMANITIES 18,225
    CULTURAL LITERACY FOUNDATION
    801 E HIGH ST
    CHARLOTTESVILLE,NC22901     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 3,000
    DENVER FIREFIGHTERS PROTECTIVE ASSN
    2342 N BROADWAY STE 100
    DENVER,CO802052178     		NONE PC IN SUPPORT OF HUMAN SERVICE 1,000
    DENVER ZOOLOGICAL FOUNDATION INC
    2300 STEELE STREET
    DENVER,IL80205     		NONE PC SUPPORT OF ORGANIZATIONS ARTS, CULTURE, HUMANITIES 3,500
    EAST COLOMA SCHOOL DISTRICT #12
    1602 DIXON RD
    ROCK FALLS,WI61071     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 4,250
    EUREKA COLLEGE
    300 E COLLEGE AVE
    EUREKA,IL61503     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 3,500
    EXCEPTIONAL CARE & TRAINING CENTER
    2601 WOODLAWN RD
    STERLING,CO61081     		NONE PC IN SUPPORT OF HUMAN SERVICE 500
    EXPONENT PHILANTHROPY
    1720 N ST NW
    WASHINGTON,CA20036     		NONE PC IN SUPPORT OF EDUCATION, INSTRUCTION AND RELATED 3,750
    FIRST BAPTIST CHURCH OF LAFAYETTE IN
    411 NORTH 7TH STREET
    LAFAYETTE,IN47901     		NONE PC IN SUPPORT OF RELIGION AND RELATED SPIRITUAL DEVELOPMENT 1,000
    FIRST PRESBYTERIAN CHURCH
    410 2ND AVENUE
    STERLING,IL61081     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 30,500
    FLIGHT FOR LIFE - COLORADO
    11600 W 2ND PLACE
    LAKEWOOD,PA80228     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 4,250
    FOOD BANK OF MONTEREY COUNTY
    815 W MARKET 5
    SALINAS,IL93901     		NONE PC TO SUPPORT FOOD NUTRITION AND AGRICULTURE PROGRAMS 500
    FOUNDATION FOR TEACHING ECONOMICS
    260 RUSSELL BLVD SUITE B
    DAVIS,IL95616     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 3,000
    FOX VALLEY HOSPICE
    PO BOX 707
    GENEVA,IL60134     		NONE PC IN SUPPORT OF HUMAN SEVICE ACTIVITIES 500
    FREEDOMS FOUNDATION AT VALLEY FORGE
    PO BOX 706
    VALLEY FORGE,NY19481     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 3,100
    FRIENDS OF FOOTHILLS ANIMAL SHELTER
    580 MC INTYRE ST
    GOLDEN,IL804015026     		NONE PC IN SUPPORT OF ANIMALS 500
    GIRL SCOUTS OF NORTHERN ILLINOIS
    5040 WEST BUSINESS ROUTE 20
    FREEPORT,NC61032     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 8,000
    GOOD SHEPARD LUTHERAN CHURCH
    7600 CAHILL AVE
    INVER GROVE HEIGHTS,IL55076     		NONE PC IN SUPPORT OF EDUCATION, INSTRUCTION AND RELATED 5,556
    GRACE EPISCOPAL CHURCH
    707 FIRST AVENUE
    STERLING,IL61081     		NONE SO I TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 35,500
    GREATER STERLING DEVELOPMENT CORPORATION
    1741 INDUSTRIAL DRIVE
    STERLING,IL61081     		NONE PC TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 126,145
    GUIDING EYES FOR THE BLIND
    611 GRANITE SPRINGS RD
    YORKTOWN HEIGHTS,IL10598     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 2,400
    HAPPY TAILS HUMANE SOCIETY
    1408 MCNEIL ROAD
    ROCK FALLS,IL61071     		NONE PC TO SUPPORT THE ORGANIZATIONS ANIMAL RELATED ACTIVITIES 1,750
    HOME OF HOPE OF THE ROCK RIVER VALLEY INC
    1632 PLOCK RD
    DIXON,MA61021     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 6,650
    HOSPICE OF ROCK RIVER VALLEY
    264 IL RTE 2
    DIXON,IL61021     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 11,150
    ILLINOIS CONSERVATION FOUNDATION
    1 NATURAL RESOURCE WAY
    SPRINGFIELD,IL62702     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 7,500
    ILLINOIS COUNCIL ON ECONOMIC EDUCATION
    NORTHERN ILLINOIS UNIVERSITY
    DEKALB,IL61115     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 2,400
    ILLINOIS MATHEMATICS AND SCIENCE ACADEMY
    1500 W SULLIVAN ROAD
    AURORA,IL60506     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 4,500
    IOWA PUBLIC TELEVISION FOUNDATION
    6450 CORPORATE DRIVE
    JOHNSTON,IL501316450     		NONE PC IN SUPPORT OF ARTS, CULTURE, & HUMANITIES 2,600
    JOFFREY BALLET
    JOFFREY TOWER 10 E RANDOLPH STREET
    CHICAGO,IL606013617     		NONE PC IN SUPPORT OF ARTS, CULTURE AND HUMANITIES 1,000
    JOHNSON O'CONNOR RESEARCH FOUNDATION INC
    347 BEACON ST
    BOSTON,IL02116     		NONE SO II IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 1,950
    JUNIOR ACHIEVEMENT OF HEARTLAND INC
    800 12TH AVENUE
    MOLINE,IL61265     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 6,000
    JUNIOR TACKLE FOOTBALL INC OF STERLING IL
    3806 WOODLAWN RD
    STERLING,IL61081     		NONE PC TO SUPPORT RECREATION, LEISURE, SPORTS, ATHLETICS 4,250
    KANEVILLE UNITED METHODIST CHURCH
    46W764 MAIN ST
    ELBURN,IL60119     		NONE PC TO SUPPORT ELIGION RELATED/SPIRITUAL DEVELOPMENT 1,750
    KEITH COUNTY DAY SCHOOL ROCKFORD
    1 JACOBY PLACE
    ROCKFORD,CO61107     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,625
    KINSHIP CENTER
    595 EAST COLORADO BLVD
    PASADENA,CA91101     		NONE PC IN SUPPORT OF HUMAN SERVICE 1,500
    KIWANIS CLUB OF STERLING FOUNDATION
    BOX 44
    STERLING,IL61081     		NONE PC IN SUPPORT OF HUMAN SEVICE ACTIVITIES 4,000
    LIVING WELL CANCER RESOURCE CENTER
    1803 W STATE STREET
    GENEVA,MN60134     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 5,500
    LUTHERAN SOCIAL SERVICES OF ILLINOIS
    1901 FIRST AVENUE
    STERLING,NY61081     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 4,900
    LYRIC OPERA OF CHICAGO
    20 N WACKER DRIVE
    CHICAGO,MT60606     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 10,000
    MAKE-A-WISH FOUNDATION OF COLORADO INC
    7951 E MAPLEWOOD AVENUE
    GREENWOOD VILLAGE,IL80111     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 2,500
    MARCH OF DIMES BIRTH DEFECTS FOUNDATION - NORTHERN IL DIVISION
    5411 EAST STATE ST 8
    ROCKFORD,CA61108     		NONE PC IN SUPPORT OF MEDICAL RESEARCH 2,400
    MAX MCGRAW WILD LIFE FOUNDATION
    14N 322 RTE 25 PO BOX 9
    DUNDEE,IL60118     		NONE PC TO SUPPORT THE ORGANIZATIONS ANIMAL RELATED ACTIVITIES 5,000
    MAYO FOUNDATION FOR MEDICAL EDUCATION AND RESEARCH
    200 FIRST ST S W
    ROCHESTER,IL55905     		NONE PC TO SUPPORT HEALTH/GENERAL AND RELATED MISSIONS 23,000
    MEMORIAL SLOAN - KETTERING CANCER CENTER
    PO BOX 599 LENNOX HILL
    NEW YORK,IL10021     		NONE PC IN SUPPORT OF MEDICAL RESEARCH 3,250
    MONTANA STATE UNIVERSITY
    600 WEST KAGY BOULEVARD
    HOZEMAN,IL59717     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 7,000
    MONTMORENCY SCHOOL DISTRICT #12
    9415 HOOVER RD
    ROCK FALLS,CO61071     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 4,430
    NATIONAL CHILD SAFETY COUNCIL
    PO BOX 1368
    JACKSON,IL492041368     		NONE PC IN SUPPORT OF EDUCATION, INSTRUCTIONA AND RELATED 1,200
    NATIONAL FIRE SAFETY COUNCIL INC
    110 WEST 5TH ST
    STERLING,VA61081     		NONE PC PUBLIC SAFETY, DISASTER PREPAEDNESS, & RELIEF 400
    NATIONAL TRUST FOR HISTORIC PRESERVATION
    2600 VIRINIA AVE NW SUITE 1100
    WASHINGTON,IL200371922     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 4,600
    NATIONAL JEWISH MEDICAL AND RESEARCH CENTER
    100 N LASALLE SUITE 1612
    CHICAGO,CO60602     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 2,450
    NEEDHAM BROUGHTON HIGH SCHOOL
    723 ST MARYS ST
    RALEIGH,GA27605     		NONE GOV IN SUPPORT OF EDUCATION, INSTRUCTION AND RELATED 875
    NEWMAN CENTRAL CATHOLIC HIGH SCHOOL
    1101 WEST ST MARYS ROAD
    STERLING,IN61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,870
    NIGHT LIGHTS INC
    5890 SOUTH ALKIRE STREET
    LITTLETON,CA80127     		NONE PC UNRESTRICTED SUPPORT TO THE NIGHT LIGHTS PROGRAM 1,500
    NORTHWESTERN ILLINOIS CENTER FOR INDEPENDENT LIVING
    229 FIRST AVE SUITE 2
    ROCK FALLS,IA61071     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 2,300
    NORTHERN ILLINOIS UNIVERSITY FOUNDATION - WNIU
    801 N FIRST ST
    DEKALB,IL60115     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 6,000
    OPERATION SMILE
    6435 TIDEWATER DR
    NORFOLK,IL23509     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 750
    PARKER EVANGELICAL PRESBYTERIAN CHURCH
    9100 E PAKE OAD
    PARKER,IL80138     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 250
    PRESBYTERIAN CHURCH (USA) FOUNDATION
    200 EAST 12TH STREET
    JEFFERSONVILLE,IL47130     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 9,000
    ROCK FALLS ELEMENTARY SCHOOL DISTRICT #13
    602 4TH AVENUE
    ROCK FALLS,CO61071     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 13,980
    ROCK FALLS PUBLIC LIBRARY
    1007 7TH AVE
    ROCK FALLS,IL61071     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 8,200
    ROCK FALLS TOWNSHIP HIGH SCHOOL DISTRICT #301
    171 12TH AVE
    ROCK FALLS,IL61071     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 7,950
    ROCK FALLS YOUTH FOOTBALL
    220 E 10TH STREET
    ROCK FALLS,DC61071     		NONE PC SUPPORT THE 2013 YOUTH FOOTBALL AND CHEERLEADING PROGRAM 1,750
    ROCK RIVER VALLEY SELF HELP ENTERPRISES
    2300 WEST LEFEVRE ROAD
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 20,500
    ROCKFORD COLLEGE
    5050 EAST STATE ST
    ROCKFORD,FL61108     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,000
    SANTA FE COMMUNITY FOUNDATION
    PO BOX 1827
    SANTA FE,TN875041827     		NONE PC IN SUPPORT OF PHILANTHROPY AND VOLUNTARISM 500
    SAUK VALLEY COMMUNITY COLLEGE FOUNDATION
    173 ILLINOIS ROUTE 2
    DIXON,CA61021     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 72,000
    SAUK VALLEY FOODBANK
    1801 PLANT RD
    STERLING,IL61081     		NONE PC TO SUPPORT FOOD, NUTRITION, AND AGRICULTURE PROGRAMS 16,000
    SAVE ELLIS ISLAND INC
    500 INTERNATIONAL DRIVE
    BUDD LAKE,IL07828     		NONE PC TO SUPPORT COMMUNITY IMPROVEMENT, DEVELOPMENT 1,000
    SEVENTH DAY ADVENTIST CHURCH
    501 W SECOND ST
    ROCK FALLS,CO61071     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 1,300
    SHELTER BOX USA
    8374 MARKET STREET 203
    LAKEWOOD RANCH,IL34202     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 1,000
    SHELTER OUTREACH PLUS
    3087 WITTENMYER CT
    MARINA,TN93933     		NONE PC IN SUPPORT OF HOUSING AND SHELTER 1,500
    SISKIN CHILDREN'S INSTITUTE
    ONE SISKIN PLAZA
    CHATTANOOGA,IL37403     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 5,200
    SOUTHEAST DENVER CHRISTIAN CHURCH
    9650 JORDAN RD
    PARKER,NC801349270     		NONE PC IN SUPPORT OF RELIGION AND RELATED SPIRITUAL DEVELOPMENT 500
    SPCA FOR MONTEREY COUNTY
    PO BOX 3058
    MONTEREY,IL93942     		NONE PC TO SUPPORT THE ORGANIZATIONS ANIMAL RELATED ACTIVITIES 1,000
    SPECIAL OLYMPICS OF ILLINOIS
    605 E WILLOW ST
    NORMAL,WA61761     		NONE PC TO SUPPORT RECREATION, LEISURE, SPORTS, ATHLETICS 3,700
    ST ANDREW'S CATHOLIC ELEMENTARY SCHOOL
    701 11TH AVE
    ROCK FALLS,IL61071     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 2,890
    ST ANTHONY HEALTH FOUNDATION
    11600 W 2ND PLACE
    LAKEWOOD,IL80228     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 4,000
    ST JUDE CHILDREN'S RESEARCH HOSPITAL
    501 ST JUDE PL
    MEMPHIS,IL38105     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 4,750
    ST MARK'S EPISCOPAL CHURCH
    320 FRANKLIN STREET
    GENEVA,IL61034     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 5,000
    ST MARY'S GRADE SCHOOL
    5 W SIXTH ST
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 5,720
    ST VINCENT DE PAUL-STERLINGROCK FALLS
    7 WEST SIXTH STREET
    STERLING,IL61081     		NONE PC TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 500
    STANWOOD COMMUNITY SENIOR CENTER
    7430 276TH STREET NW
    STANWOOD,IL98292     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 9,000
    STERLING HIGH SCHOOL
    1608 FOURTH AVE
    STERLING,IL61081     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 7,356
    STERLING MAIN STREET
    PO BOX 261
    STERLING,IL61081     		NONE GOV TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 13,000
    STERLING PARK DISTRICT
    211 E ST MAYS PO BOX 958
    STERLING,IL61081     		NONE GOV TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 721,700
    STERLING PARK DISTRICT - MUSEUM ASSOCIATION
    211 E ST MAYS PO BOX 958
    STERLING,IL61081     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 118,500
    STERLING PARK DISTRICT - SINNISSIPPI TRAIL PROJECT CAPITAL
    PO BOX 958
    STERLING,IL61081     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 77
    STERLING PUBLIC LIBRARY
    102 WEST 3RD ST
    STERLING,IL61081     		NONE GOV SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 27,500
    STERLING ROCK FALLS COMMUNITY TRUST
    302 FIRST AVENUE
    STERLING,IL61081     		NONE PC TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 10,500
    STERLING ROCK FALLS DAY CARE AGENCY INC
    1840 W LE FEVE
    STERLING,KY61081     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 5,000
    STERLING ROCK FALLS FAMILY YMCA
    2505 YMCA WAY
    STERLING,TX61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 47,500
    STERLING ROCK FALLS HISTORICAL SOCIETY
    1005 E 3
    STERLING,IL61081     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 60,500
    STERLING SCHOOLS FOUNDATION
    PO BOX 1046
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 101,864
    STERLING TODAY INC
    PO BOX 183
    STERLING,CO610810183     		NONE NC IN SUPPORT OF COMMUNITY IMPROVEMENT AND DEVELOPMENT 620
    STERLING TOWNSHIP
    108 4TH AVENUE
    STERLING,DC61081     		NONE GOV TO SUPPORT COMMUNITY IMPROVEMENT AND DEVELOPMENT 4,000
    SULLIVAN HOME - OPERATING EXPENSES
    104 15TH AVE
    STERLING,IN61081     		NONE PC TO SUPPORT RECREATION, LEISURE, SPORTS, ATHLETICS 11,651
    TEXAS A&M UNIVERSITY - KINGSVILLE FOUNDATION
    PO BOX 2202
    KINGSVILLE,CA78363     		NONE SO II IN SUPPORT OF EDUCATION, INSTRUCTION, AND RELATED 2,500
    THE ASSOCIATED COLLEGES OF ILLINOIS
    150 N WACKER DR SUITE 11740
    CHICAGO,CO60606     		NONE SO II IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 12,500
    THE CARING CENTER
    2800 E HILL DRIVE
    ROCK FALLS,NY61071     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 1,000
    THE CHILDREN'S HOSPITAL COLORADO FOUNDATION
    13123 E 16TH AVENUE
    AUOA,IL80045     		NONE PC TO SUPPORT MISSIONS RELATED TO DISEASE, DISORDER 1,500
    THE CIVIL WAR PRESERVATION TRUST
    1331 H STREET SUITE 1001
    WASHINGTON,NE20005     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 4,500
    THE CULVER EDUCATIONAL FOUNDATION
    1300 ACADEMY RD 29
    CULVER,CO46511     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,750
    THE DICTIONARY PROJECT
    PO BOX 1845
    CHALESTON,IL29402     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 1,500
    THE FOUNDATION AT PCK
    11661 N PINE DR
    PARKER,IL80138     		NONE SO I IN SUPPORT OF EDUCATION, INSTRUCTION, AND RELATED 750
    THE FOUNDATION CENTER
    79 5TH AVENUE
    NEW YORK,IL10003     		NONE PC IN SUPPORT OF PHILANTHOPY VOLUNTARISM 3,500
    THE JOSEPH F GLIDDEN HOMESTEAD FOUNDATION
    2944 GREENWOOD ACRES DR
    DEKALB,TX60115     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 3,300
    THE NATIONAL ARBOR DAY FOUNDATION
    100 ARBOR AVENUE
    NEBRAKSA CITY,CO68410     		NONE PC IN SUPPORT OF ENVIROMENTAL QUALITY AND PROJECT 3,700
    THE NATIONAL MUSEUM OF WWII AVIATION
    755 AVIATION WAY
    COLORADO SPRINGS,IL80916     		NONE PC IN SUPPORT OF ARTS, CULTURE, AND HUMANITIES 1,000
    THE NATURE CONSERVANCY OF IL CHAPTER
    8 S MICHIGAN SUITE 900
    CHICAGO,IL60603     		NONE PC ENVIRONMENTAL QUALITY AND PROTECTION ACTIVITIES 9,000
    THE PHILANTHROPY ROUNDTABLE
    1150 17TH ST NW SUITE 503
    WASHINGTON,IL20063     		NONE PC IN SUPPORT OF PHILANTHROPY 1,300
    THE ROCKFORD INSTITUTE
    934 NORTH MAIN ST
    ROCKFORD,IL61103     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 3,500
    THE SALVATION ARMY
    PO BOX 366
    STERLING,CO61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 21,000
    THE UNITED STATES OLYMPIC COMMITTEE
    ONE OLYMPIC PLAZA
    COLORADO SPRINGS,CA80909     		NONE PC TO SUPPORT RECREATION, LEISURE, SPORTS, ATHLETICS 2,750
    TIMBER LAKE PLAYHOUSE
    PO BOX 29
    MT CARROLL,CO61053     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 6,500
    TWIN CITY PUBLIC ACTION TO DELIVER SHELTER INC
    507 W 3RD ST
    STERLING,IL61081     		NONE PC HOUSING AND SHELTER 3,800
    UNION LEAGUE BOYS & GIRLS CLUBS
    65 W JACKSON BLVD
    CHICAGO,IL606043507     		NONE PC IN SUPPORT OF YOUTH DEVELOPMENT 3,750
    UNITED WAY OF WHITESIDE COUNTY
    PO BOX 806
    STERLING,IL61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 134,670
    UNIVERSITY OF COLORADO FOUNDATION INC
    4200 E 9TH AVENUE B188
    DENVER,IL80262     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 6,000
    UNIVERSITY OF DUBUQUE
    200 UNIVERSITY AVENUE
    DUBUQUE,IL52001     		NONE GOV IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 8,750
    WESLEY UNITED METHODIST CHURCH
    2200 16TH AVE
    STERLING,IL61081     		NONE PC TO SUPPORT RELIGION RELATED/SPIRITUAL DEVELOPMENT 500
    WHITESIDE AREA CAREER CENTER
    1608 FIFTH AVENUE
    STERLING,IL61081     		NONE PC IN SUPPORT OF THE EDUCATION/INSTRUCTION AND RELATED 96,603
    WHITESIDE COUNTY COMMUNITY HEALTH CLINIC
    1300 W 2ND ST
    ROCK FALLS,IL61071     		NONE PC TO SUPPORT THE HEALTH/GENEAL AND RELATED MISSIONS 3,450
    WHITESIDE COUNTY SENIOR CENTER
    1207 W 9TH ST
    STERLING,IL61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 17,000
    WOODLAWN ARTS ACADEMY - CAPITAL IMPROVEMENTS
    3807 WOODLAWN
    STERLING,IL61081     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 13,889
    WOODLAWN ARTS ACADEMY - OPERATING EXPENSES
    3807 WOODLAWN
    STERLING,IL61081     		NONE PC SUPPORT OF THE ORGANIZATIONS ARTS, CULTURE, HUMANITIES 242,299
    YMCA AT UNIVERSITY OF ILLINOIS
    1001 S WRIGHT ST
    CHAMPAIGN,IL61820     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 6,350
    YWCA OF THE SAUK VALLEY
    412 FIRST AVE
    STERLING,IL61081     		NONE PC IN SUPPORT OF HUMAN SERVICE ACTIVITIES 22,500
    Total .................................bullet 3a 3,162,190
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 12
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3
    Interest on savings and temporary cash investments ............     		    14 5,262  
    4 Dividends and interest from securities....     14 2,238,381  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 3,144,571  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 5,388,214 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    135,388,214
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2014)
    Form 990-PF (2014)
    Page 13
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2014)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2014 AccountingFeesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING AND AUDIT 48,540 24,270   24,270

    TY 2014 InvestmentsCorpBondsSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Name of Bond End of Year Book Value End of Year Fair Market Value
    CINCINNATI INVESTMENT BONDS 1,836,984 1,836,984
    ADVENT 2,352,237 2,352,237
    R2K INCOME NOTE 2,080,500 2,080,500
    SPX LASERS 4,782,500 4,782,500

    TY 2014 InvestmentsCorpStockSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Name of Stock End of Year Book Value End of Year Fair Market Value
    DISCOVERY GLOBAL OPPORTUNITY 5,476,015 5,476,015
    RIVER ROAD SMALL/MID VALUE 3,139,730 3,139,730
    SCHAFER CULLEN LARGE CAP VALUE 3,131,451 3,131,451

    TY 2014 InvestmentsGovtObligationsSch
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    US Government Securities - End of Year Book Value:

    1,732,227
    US Government Securities - End of Year Fair Market Value:

    1,732,227
    State & Local Government Securities - End of Year Book Value:


    0
    State & Local Government Securities - End of Year Fair Market Value:


    0


    TY 2014 InvestmentsOtherSchedule2
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    BAY RESOURCE FMV 3,126,544 3,126,544
    DELAWARE INTERNATIONAL FMV 3,816,050 3,816,050
    FRONTPOINT FMV 1,069,071 1,069,071
    MILLENNIUM FMV 5,435,953 5,435,953
    TAX LIEN CERTIFICATES FMV 89,409 89,409
    WENTWORTH HAUSER FMV 2,729,282 2,729,282
    INVESTMENT OPTIONS FMV 100,098 100,098
    OPPORTUNISTIC PORTFOLIO FMV 5,162,010 5,162,010
    DOUBLELINE FMV 5,208,838 5,208,838
    STRATEGIC OPPORTUNITIES FMV 3,165,001 3,165,001
    EUR/JAP TRIG PLUS NT FMV 2,967,007 2,967,007
    DAL INCOME NOTE FMV 2,000,000 2,000,000
    BLACKSTONE ENERGY PARTNERS FMV 94,196 0

    TY 2014 LegalFeesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 293 0   293


    TY 2014 OtherAssetsSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    CONSTRUCTION IN PROGRESS 684,261 684,261 684,261


    TY 2014 OtherDecreasesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Description Amount
       


    TY 2014 OtherExpensesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    OFFICE SUPPLIES 1,368 0   1,368
    DUES AND SUBSCRIPTIONS 2,236 0   2,236
    MISCELLANEOUS 3,052 0   3,052
    INSURANCE 12,481 0   12,481
    TELEPHONE 2,424 0   2,424
    BANK SERVICE CHARGES 2,827 129   2,698
    POSTAGE 569 0   569
    FILING FEES 750 750   0
    REPAIRS AND MAINTENANCE 40 0   40


    TY 2014 OtherProfessionalFeesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT FEES 746,188 746,188   0
    PMGJP & AC LLC FEES 900 900   0


    TY 2014 TaxesSchedule
    Name:
    DILLON FOUNDATION
    EIN: 36-6059349
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXCISE TAX ON INVESTMENT INCOME 43,000 0   0
    FOREIGN TAXES PAID 32,003 32,003   0